Avengers Age of War
by avengerwars
Summary: It's a year into the future of Captain America's death. Iron man hopes to find an old friend of the Captain's in S.H.I.E.L.D data base. Though Tony Doesn't explain who he's looking for, he acquires a S.H.I.E.L.D member to help find this mysterious friend.
1. Chapter 1

**Chapter 1: The man in the mask**

 **Protocol: Avengers**

The world grows darker and darker over Avengers tower. The people of New York hidden by a growing cloud of darkness. Tony Stark stands in front of his lab window seeing the world turn sour, and a dark feeling arising in his heart. Captain America died a year ago from his attack in their civil war and he looked back on the memory day by day, it tortured him, though he justified it from his friend's, War Machine, death.

Every action he took in trying to change the world failed. He couldn't continue as team leader of the Avengers, he needed someone to take over, and keep the team running. Falcon walked in on Tony as his thoughts settled.

"So Tony you gonna tell me what happened to you and Cap. And why he's not here?" asked Falcon, then Silence fell. "Tony?" he repeated. Tony drew a tear, then faced Flacon with vigorous thoughts. Cap's death haunted him evermore, Falcon couldn't take it. "Tony is there something you hiding from us?" Tony couldn't hold it much longer.

"Cap's death, was my fault, I can't handle it. It haunts me every day…" Tony was once again silent, then spoke, "I can't replace Cap, but there's one who might be able to help us, though I know I'm fast to replace Cap, but he's a good friend of his and I trust him." "And who is this replacement", asked Falcon. "You'll see."

Stark felt like impressed Falcon, but Falcon, on the other hand, was still confused of who the replacement was. Tony ran down and yelled as he ran "Falcon hurry and get ready to fly!" Falcon showed an unamused face. Tony was running down as the steps gave a clang. "Hey guys", Tony said as he ran past Hulk and Panther (Tchula) messing around with the new game system they had. Hulk was mad, as always and panther was kicking his butt.

Tony flew down the stairs and went on his suit hanger he created later after Ultron's attack. "Jarvis Protocol: AVENGERS", Tony said hastily. "Yes, indeed sir, but what's the rush? Tony's heart was beating very fast as he stood on a giant circle in the middle of the room. Then he replied, "Today we get a very special someone out of S.H.I.E.L.D headquarters." Jarvis opened the doors slowly and it rose to a bright white color. Tony stood as he watched more and more iron-men being created. He had an army to take the world. Tony took deep breaths as he watched in anticipation.

Tony armored up in a new semi/ artificial intelligent suit. All protocols were thrown into this "wonder-bot" he called "S.M.A.C." (Super Marshall Attack Centre). He geared up and initiated all Avengers database upload, every move, attack position, and knowledge of the Avengers was a copied database to the S.M.A.C suit. Tony then turned around and walked out onto a deck like platform. He ran out of the platform then heroically jumped, then fell.

Tony forgot to ask Jarvis to unlock boosters and quickly repeated the phrase "OPEN COMPUTER DATA AND OPEN MY BOOSTERS!" "Indeed sir, I will do that", Jarvis replied. Tony then yelled as he his thoughts of death illuminated him. Then the boosters roared out, the thrusters blew out, and Tony flew right above the city. He watched down and initiated protocols as he flew across city slowly. Then an image peered out of the corner of his eye. "Jarvis, what was that?" he paused. "Sir, it's an unidentified suit, but it's under your name too", replied Jarvis. "What? Another phony stealing my tech?!" tony roared in his suit. "No sir, or I'd be attacking you." Tony then looked to the side and saw Falcon's brown face and mustache 10 feet away.

"Tony, like the new suit." The suit was designed by a great tech wiz… or someone. The suit was a shining red white and silver color. "Your friend War machine had this designed before he passed away", Falcon said and then went on his way in front of Tony. Iron man's jealousy kicked in, "Why didn't War Machine make me a suit before he died?" Then Tony flew close to falcon as he left with that thought.

Then they thrusted themselves up into the sky and watched the dark clouds run through them. "Where's the Tri-carrier in this black fog?" asked Falcon as unsure as he could ever be about Tony's whacko mind game. "It's just above us", Tony replied. "Where?" Falcon asked again. Tony then stopped and disappeared into the smoked clouds. Falcon then stopped and went to the area where he disappeared, then disappeared into the fog.

He still saw wind whirling as he passed through the fog backwards, as if someone grabbed him from behind. Then he was thrown into a clearing of the sun with dark clouds beneath him. His heart raced against the thoughts he had. His doubts and worries fought over like two drunk men, making no sense at all. He panted over and over until a swerve cloud caught his eye, then it lifted to him and there stood a cloud the shape of a ship.

Falcon watched as the ginormous cloud dissipated into the Tri-carrier. He couldn't believe it, a ship that size to have a cloaking device? Impossible! He saw Nicholas J. Fury standing on the top of the Tri-carrier. Falcon hovered as the whole ship revealed its hidden face to him. He stared in awe, then flew down and greeted Fury with the same gratitude as he showed him. He rushed over and saw Fury standing. He then made it to Fury and stood quietly.

"Where's Tony, Fury?" asked Falcon. "I'm fine Falcon how about yourself?" Fury responded in a sarcastic, yet stern voice. His eye looked through him and touched his mind. It felt uncomfortable, but still he stared at Fury. "Where's Tony, Fury?" repeated Falcon. "He's right here, though he got a little whiplashed as he was pulled in, luckily you managed to prevent that from happening. Falcon still stared then looked at his black eyepatch. "So you're the director of S.H.I.E.L.D. huh?" Fury stood, silently.

"Yes…" Fury replied, but had more to say. "But what leader are you Falcon?" Falcon was silent, and thought for a moment. "Well… I'm…" he had nothing more but those two words and silence, like a lot of the times. "Well, I'll figure that out later, but still we need someone and I need Tony to tell me who or what it is. Fury stood firm and spoke, "I know who he's looking for. Someone to replace Captain America, and he did find someone…" Falcon waited. He watched as Fury's mouth opened, but was shot in the back, well, stunned from behind. Fury fell and iron man rose from the point of the shot with two of the S.H.I.E.L.D. agents that held him down were now flat on their backs. Tony escaped the sleep and the agents.

Falcon's mustache wrinkled and a big comment come out, "Tony? Wh-? WHY WOULD YOU DO THAT! Especially to the director of shield, why?" His words came out without hesitation of what was being said. Iron man stood there then replied, "Listen we need to find the agent that I need. That's why I'm here, just for information not to fiddle with S.H.I.E.L.D. and their problems with keeping secrets."

Tony then rushed off in a hurry, Falcon got suspicious, and the S.H.I.E.L.D. team was still down. Falcon heard a voice near Fury it gave a fuzzy tone then cleared, "Fury requesting for back up? Fury backup over?" Falcon knew he'd be in trouble if he stayed any longer on the Tri-carrier, he too dashed off and sped up towards Tony's black dust. They reached New York again and Tony was going towards Queens. Falcon was stunned.

He hurried along so he wouldn't miss the action with Tony and the joke he calls a replacement. Falcon made it in time, "Tony what the -" Tony shushed him. His Iron man suit shining at the front door of the unknown apartment.

The door opened, then a woman stood at the door and peered at Iron Man. She had black hair with few streaks of gray blended in. She wore a black shirt with a blue knitted vest and normal blue Levis pants. "Excuse me misses Parker, but is that science whiz of yours home?"

She stared. He waited until a light flashed in her head moments after. "Oh—Mr. Stark how kind of you to join us today. Dear me where are my manners." She turned. "Peter! There's someone here to talk to you." Aunt May didn't know why Stark was here, but called him down. "Coming Aunt May. Just-" Then he ran to the front door and saw Stark sitting there with Falcon by his side with is face in his hand giving deep breathes of humiliation.

"Come, I've wanted to talk with you about the…" he stopped himself from saying the Avengers, Aunt May still didn't know and probably never will. He then started up as quickly as he could, "Job… Promotion I had in mind for you." Peter stood and looked confused. "Oh, yea that's right, um, ok give me a minute", Peter replied, then ran up to his old room.

Aunt May smiled and gave a look at stark. "Listen, Stark", she said calmly. "Please keep Peter out of harm's way, I fear with a boy like him and a man like you, could end up bad." He nodded in agreement to Aunt May's comment.

Peter came out with a new pair of clothes. A read shirt that said AERO, and a pair of dark blue jeans with a black belt. He did his hair nicely and had a big smile on his face. He tucked in his shirt. He then kissed his aunt goodbye and walked along with the over the edge Tony Stark and Falcon. Aunt May closed the door. Peter blew a breath of relief. "Peter I know that you work for S.H.I.E.L.D, right?" Peter nodded yes as Tony walked along with him. Falcon walked behind listening to the conversation.

They walked along until they reached an alley way. Peter took off his clothes to reveal a Spider-Man suit. He then slipped on his mask while Tony and Falcon watched him change in an instant. Then Tony and Falcon raced off behind Spider-Man. Peter kept the pace until they reached Avengers tower and crowds were cheering as they passed. "So this is the life of a billionaire superhero?" Tony chuckled. Spider-Man kept a poker face.

They arrived to the tower on a platform and as they platform moved into the building someone scanned them as they went in. Peter's spider sense tingled. He turned around, no one was there, but something was wrong. They arrived in the stark party/ home entertainment area. Panther and Hulk disappeared. "Oh, no", Stark said as he looked vigorously. They heard roars below. "Looks like Hulk and Panther are duking it out", Falcon said in relief. "As long as it is in the battle room and not in my living room", Stark said with hopes.

They heard a crash, then a boom. Peter took his mask off. Tony then ran to the elevator without hesitation, Falcon and Peter followed. They feared they were heading into Trouble. They were thrown down into a plummet in the elevator as they headed down into the battle room. Tony stood and looked into the camera in the elevator. "J.A.R.V.I.S. upload protocol S.M.A.C into the suit I'll be using." He then stretched out his arms. Mechanical arms gave Tony's suit to him. He was armored up. One last arm gave a chip looking thing.

"J.A.R.V.I.S upload the protocol." They were still riding as Iron man's suit was uploading the protocol. "How far is this thing?" Asked Peter as he pulled on his mask. "Well since the hulk can burst through our last location of the battle room Tony had to move it, about a mile down."

Spider man's ears popped. He scratched his ear. "Be patient Spider, we'll be there soon", said Falcon calmly. Then they arrived in a wrecked lab. Panther was jumping around making amends with Panther. Peter saw the true side of the Hulk.


	2. Chapter 2

**Chapter 2: The S.H.I.E.L.D code**

After a long talk with Hulk he calmed down from his raging attitude, they got the lab back in order, J.A.R.I.V.S completed his repairs. Peter still was awaiting his purpose from Iron man. He thought about the pickle tony got himself in for asking Spider-Man of all heroes to come and help him out.

"So Tony, what's my purpose here?" asked Peter. Tony gave him a glare then looked back at the hunched genius position he was once in. Peter sat silent. "Repairs are done sir" J.A.R.V.I.S said after a long silent pause. Falcon stood there, unchanging, undisturbed. Peter's mask still stood on his face, though who cared. Tony started his genius typing. His fingers flew through the keys as he twitched his head to read all the codes and documents being restored.

"Alright, Spider-Man your purpose here today was to open a code for me." Peter looked normal with the mask, but underneath he gave an awkward face. "Spidey?" Iron man asked. Peter then took of his mask revealing his college student face. "You of all people Tony, the smartest man in the world needs me, a college boy, to open a document that all your high tech equipment can't open?" Spider Man looked stern. Tony nodded. Peter gave a sigh then looked at the file. File 555236, attachment code: 0, prison number 99286. It was just a bunch of words and numbers till he read: S.H.I.E.L.D prison base, Top Secret. Tony gave a sigh.

Peter then gave out a long blow of air then asked Tony, "You stole a top secret S.H.I.E.L.D prison chip! That makes you an enemy of S.H.I.E.L.D! That's not a good thing either! Why of all people would you steal the most highly secured facilities' file?!" Tony crushed his lips together then spoke, "Because I knew you were then only one willing to help me find the man I need." Peter's mouth dropped. "Fine, but if I get caught you're the one to blame." Tony nodded in agreement.

Peter then typed in the code. Tony memorized his hand movements and watched the keys in case he needed something else from S.H.I.E.L.D. Peter then his the enter button and awaited the data to download into Tony's computer.

After the Download they took a look at their unknown "prisoner" they were looking for. The number rang up again: 99286. Location: unknown. Prisoner: unknown. Tony's fist hit the table next to him as hard as he could. "It's wiped. The number wasn't, but the name was… All we have is a five digit number to work with." Tony put his index, middle and thumb and rubbed his eyes. He couldn't believe it. He lost his only hope of finding the man he needed to see to know a terrible truth.

Tony thought of solutions to satisfy his defeat. "Ugh! I just don't know what to look for." Peter searched through the wiped device. Peter had to do something, though what if he did it, what if he hacked S.H.I.E.L.D, found the prisoner, and relieved his friend's pain.

Peter sat for a moment, Falcon was watching. He saw Peter frozen, paralyzed, and silent. Falcon then went towards him, then Peter knew he had to do what was right, then Tony stopped and saw what he was doing, "What are you doing? Peter Parker what are you doing!"

He never stopped, documents flew, and pages denied and granted access to his codes. "How… What?" Tony's mouth dropped. Project complete was there on the screen and Peter pressed it and typed the code: 99286.

Tony stood up frantically and excited! He entered it and everything on their unknown prison and prisoner showed up. Falcon's eyes grew, so big that Tony became uncomfortable. They had stolen the wrong code! This was a prison number for a prison: Actanus, and prisoner: Red Skull. Who apparently died when the captain's disappearance on the skull's craft that crashed so long ago?

"That's impossible! How did he hide it from us?" Peter's emotions of help fainted.

Fury had then entered the room. "Now you know. The truth is out." Everyone turned. Tony turned and walked towards him. "How could you! This is why we as Avengers don't trust S.H.I.E.L.D at any costs!" Tony's had was raised and he clenched his hand as if he was going to smack Fury down.

"Do you recall when S.H.I.E.L.D saved you from Loki? Saved the Avengers form Loki? Saved Captain America from HYDRA? Saved so many people from Ultron's destruction? Saved the Avengers from your invention!?"

Fury was ready to give more excuses to Tony. "Well remember when you died, or faked it cause you couldn't trust Captain America till you knew if he was on your side? Do you remember Coulson's death?! Do you remember when you started this Avengers initiative, we were weapons, not people, weapons!"

Tony was also ready to give more excuses. "So, you thought Coulson was dead, well…" Tony interrupted him, "He's not dead Fury! I know, old man running around New York, capturing super humans, and Skylar is one of them."

Fury's eye patched popped out, "So you do know!" He said angrily. "Ya, you didn't think I saw Deathlock running around town being controlled by HYDRA?"

Fury was at the edge of killing Tony, "And who else did you tell!?" "No one except those in this room, and Panther and Hulk upstairs." Fury then looked up to the security camera and shot it. Hulk and Panther saw nothing on the cameras and looked at each other in confusion.

"Well that's nothing to be mad about!" Tony said angrily due to Fury's rage on his things.

He'd had enough of his stuff broken from Hulk, now its Fury… Whose next Ant-Man pissed off about the Civil war he had a year ago?

Tony wasn't quite happy. Fury still stood in his last position, and his face had calmed down from his unhappy face.

"Fury, listen I know that the Red Skull will give me a clue as to the person I'm looking for is," Tony said

Fury looked confused. He hadn't ever seen Tony apologize… EVER! "Well who are you looking for? I have to know to help you."

"Ugh! Very well," Tony said unwillingly wanting to give the information he keeps a secret.

Tony whispered into Fury's ear. Spider Man and Falcon stood and wondered why he was giving this information to him, Fury, of all people to trust.

"Well then we must find this man. I hate to say that we must find him… But why won't you tell your friends… SPIDER MAN!" He had just realized that his one trainee was here, and why?

"Spider Man! You joined the Avengers, then was abandoned, came to me, and came back to them?!" Fury's face was turning more red than brown.

"Well, I know that you're keeping secrets too, so why not help them? I mean I left because I thought that Tony's rage was going to go to me, but know I realize he's only stressed to find a truth," Peter said in a calm but strict way.

"Well after Tony almost killed us with Ultron, I couldn't trust him with tech, you might, but I never will again!" Fury wasn't happy and a little concerned that his trainee is giving information to Tony, one of his least trusted friend.

"Ultron! ULTRON! Ultron hit us two years ago. I think you just hold on to the past to stop me in an argument, but know I know it's been long enough to say….. IT'S HISTORY FURY!"

Tony wasn't happy that he brought up Ultron up over and over again to try to shut him up.

Tony then took his helmet and put it on. "So… you gonna help me, or not?" Fury's eyebrows came up. He didn't want to but he had already agreed.

"Fine Tony, but if you get one man killed on this trip, I'll skin you like a rabbit," Fury said. He hated to go on this evil road trip with one of the most dangerous men in the world.

"Okay Avengers, and S.H.I.E.L.D Agents Assemble!"


End file.
